Bragar Eagel & Squire, P.C., a nationally recognized stockholder rights law firm, announces that a class action lawsuit has been filed against Arrow Financial Corporation (“Arrow” or the “Company”) (NASDAQ: AROW) in the United States District Court for the Northern District of New York on behalf of all persons and entities who purchased or otherwise acquired Arrow securities between March 12, 2022 and May 12, 2023, both dates inclusive (the “Class Period”). Investors have until August 22, 2023 to apply to the Court to be appointed as lead plaintiff in the lawsuit.
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Arrow is a bank holding company that provides commercial and consumer banking, as well as financial products and services. The Company’s common stock trades on the NASDAQ Global Select Market (“NASDAQ”). Accordingly, the Company is subject to the NASDAQ’s listing and periodic filing requirements, including the requirement to timely file quarterly and annual reports with the U.S. Securities and Exchange Commission (“SEC”).
On March 16, 2023, Arrow disclosed that it could not timely file its annual report on Form 10-K with the SEC for the quarter and year ended December 31, 2022 (the “2022 10-K”) because “[t]he Company requires additional time to complete the assessment of the effectiveness of internal controls over financial reporting as of December 31, 2022.” Arrow also advised that it “believes that the [2022] 10-K will be filed within the extension period provided under Rule 12b-25 of the [Exchange Act], as amended.”
On this news, Arrow’s stock price fell $0.99 per share, or 3.64%, to close at $26.21 per share on March 17, 2023.
On March 31, 2023, Arrow disclosed that “it will not be able to timely file the [2022 10-K]” within the extension period provided under Rule 12b-25 of the Exchange Act, as amended. The same filing also noted that Defendants expect to disclose deficiencies in the Company’s internal controls over financial reporting in the purportedly forthcoming 2022 10-K, which related to, inter alia, the failure to (i) design and maintain an effective risk assessment process, (ii) design and maintain effective monitoring activities to provide sufficient management oversight over the internal control evaluation process to support the internal control objectives, and (iii) assess and communicate the severity of identified deficiencies in a timely manner to those individuals responsible for taking corrective action.
On May 11, 2023, Arrow disclosed that it could not timely file its quarterly report on Form 10-Q with the SEC for the quarter ended March 31, 2023 (the “1Q23 10-Q”) “because the Company continued to require additional time to complete management’s assessment of the effectiveness of internal controls over financial reporting as of December 31, 2022[.]”
On this news, Arrow’s stock price fell $0.33 per share, or 1.66%, to close at $19.59 per share on May 12, 2023.
On April 5, 2023, Arrow disclosed that, on April 3, 2023, it received a notice of non-compliance with the NASDAQ’s periodic filing requirements because of the Company’s failure to timely file the 2022 10-K with the SEC.
Then, on May 15, 2023, Arrow disclosed that, on May 12, 2023, it received a second notice of non-compliance with the NASDAQ’s periodic filing requirements because of the Company’s failure to timely file the 1Q23 10-Q with the SEC. Arrow also disclosed that the Company’s “President and Chief Executive Officer and a member of the Board of Directors of Arrow . . . terminated his employment as President and CEO and as a director of the Company and from all other positions he holds with the Company and its affiliates, effective May 12, 2023.”
On this news, Arrow’s stock price fell $0.53 per share, or 2.71%, to close at $19.06 per share on May 15, 2023.
The Complaint alleges that, throughout the Class Period, Defendants made materially false and misleading statements regarding the Company’s business, operations, and compliance policies. Specifically, Defendants made false and/or misleading statements and/or failed to disclose that: (i) Arrow maintained defective disclosure controls and procedures and internal controls over financial reporting; (ii) the foregoing increased the risk that the Company could not timely file one or more of its periodic financial reports with the SEC as required by the NASDAQ’s listing requirements; (iii) accordingly, Arrow was at an increased risk of being delisted from the NASDAQ; (iv) following the disclosure of deficiencies in the Company’s disclosure controls and procedures and internal controls over financial reporting, Arrow downplayed the severity of these issues and the associated risks; and (v) as a result, the Company’s public statements were materially false and misleading at all relevant times.
If you purchased or otherwise acquired Arrow shares and suffered a loss, are a long-term stockholder, have information, would like to learn more about these claims, or have any questions concerning this announcement or your rights or interests with respect to these matters, please contact Brandon Walker or Marion Passmore by email at investigations@bespc.com, telephone at (212) 355-4648, or by filling out this contact form. There is no cost or obligation to you.
About Bragar Eagel & Squire, P.C.:
Bragar Eagel & Squire, P.C. is a nationally recognized law firm with offices in New York, California, and South Carolina. The firm represents individual and institutional investors in commercial, securities, derivative, and other complex litigation in state and federal courts across the country. For more information about the firm, please visit www.bespc.com. Attorney advertising. Prior results do not guarantee similar outcomes.
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Contacts
Bragar Eagel & Squire, P.C.
Brandon Walker, Esq.
Marion Passmore, Esq.
(212) 355-4648
investigations@bespc.com
www.bespc.com
